Statement of Ownership (sc 13g)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. __) 1

 

 

 

HARLEYSVILLE SAVINGS FINANCIAL CORPORATION

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(Name of Issuer)

 

 

 

 

 

 

 

Common Stock, Par Value $.01 Per Share

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(Title of Class of Securities)

 

 

 

 

 

 

 

412865 10 7

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(CUSIP Number)

 

 

 

 

 

 

 

December 31, 2012

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(Date of Event Which Requires Filing of this Statement)

 

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

[X] Rule 13d-1(b)

[   ] Rule 13d-1(c)

[   ] Rule 13d-1(d)

 

 

 

 

 

 

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     1   The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes ).

 

 

 

Page 1 of 6 Pages

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CUSIP NO  412865 10 7

13G

Page 2 of 6 Pages

 

1.	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Harleysville Savings Bank 401(k) Plan
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)   [  ]    (b)   [  ]
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION   Pennsylvania
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER   0
	6.	SHARED VOTING POWER   226,494
	7.	SOLE DISPOSITIVE POWER   0
	8.	SHARED DISPOSITIVE POWER   226,494
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   226,494
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  [  ]
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   6.0%
12.	TYPE OF REPORTING PERSON   EP

 

 

 

 

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CUSIP NO 412865 10 7

13G

Page 3 of 6 Pages

 

 

Item 1(a).

Name of Issuer:

 

Harleysville Savings Financial Corporation

 

Item 1(b).

Address of Issuer's Principal Executive Offices:

 

271 Main Street

Harleysville, Pennsylvania 19438

 

Item 2(a).

Name of Person Filing:

 

Harleysville Savings Bank 401(k) Plan (the “Plan”)

 

Item 2(b).

Address of Principal Business Office or, if None, Residence:

 

Harleysville Savings Financial Corporation

271 Main Street

Harleysville, Pennsylvania 19438

 

Item 2(c).

Citizenship:

 

Pennsylvania

 

Item 2(d).

Title of Class of Securities:

 

Common Stock, par value $.01 per share

 

Item 2(e).

CUSIP Number:

 

412865 10 7

 

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is:

 

(f)      [X]

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).

 

 

 

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CUSIP NO 412865 10 7

13G

Page 4 of 6 Pages

 

Item 4.

Ownership.

 

(a)	Amount beneficially owned:

 

226,494 shares of Common Stock

 

(b)	Percent of class: 6.0% (based on 3,779,969 shares of Common Stock  issued and outstanding as of December 31, 2012)

 

(c)

Number of shares as to which such person has:

 

(i)

Sole power to vote or to direct the vote    0_________________________________________

(ii)

Shared power to vote or to direct the vote   226,494___________________________________

(iii)

Sole power to dispose or to direct the disposition of            0_____________________________

(iv)

Shared power to dispose or to direct the disposition of   226,494__________________________

 

The reporting person is an employee benefit plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), with individual accounts for the benefit of participating employees and their beneficiaries. The reporting person’s assets are held in trust by trustees, currently Sanford L. Alderfer, Mark R. Cummins and George W. Meschter (the “Plan Trustees”).  The number of shares listed as beneficially owned represents the number of shares of Common Stock held by the Plan and allocated to the accounts of participating employees as of December 31, 2012.  In general, participating employees have the power and authority to direct the voting of shares of Common Stock allocated to their account in the Plan.  In the event that participating employees do not instruct the Plan Trustees how to vote shares of Common Stock allocated to their account, the shares are generally voted by the Plan Trustees in their discretion, subject to the fiduciary duties of the Plan Trustees and applicable law.

 

Item 5.

Ownership of Five Percent or Less of a Class.

 

Not applicable since the reporting entity owns more than 5% of the class.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Dividends on Common Stock allocated to the accounts of participating employees and their beneficiaries, to the extent paid in the form of additional securities, are added to their respective individual accounts.  Dividends on Common Stock allocated to the accounts of participating employees and their beneficiaries, to the extent paid in cash, are, at the direction of the Plan Administrator, either (i) credited to the respective individual accounts, or (ii) used to pay principal and interest on outstanding indebtedness incurred by the reporting person to acquire Common Stock.

 

 

 

 

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CUSIP NO 412865 10 7

13G

Page 5 of 6 Pages

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.   Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.   Not applicable since the reporting entity is not a member of a group.

 

Item 9.

Notice of Dissolution of Group.   Not applicable since the reporting entity is not a member of a group.

 

Item 10.

Certification.   By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

 

 

 

 

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CUSIP NO 412865 10 7

13G

Page 6 of 6 Pages

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

This report is not an admission that the Plan Trustees or Plan Administrator is the beneficial owners of any securities covered by this report, and the Plan Trustees and Plan Administrator expressly disclaim beneficial ownership of all shares reported herein pursuant to Rule 13d-4.

 

 

	HARLEYSVILLE SAVINGS BANK 401(K) PLAN
January 17, 2013	By:	/s/Brendan J. McGill
		Brendan J. McGill, on behalf of Harleysville Savings
		Bank as administrator of the Plan